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Mortgagee, on the basis of replacement cost without a coinsurance clause, in an <br />amount equal to the full replacement cost thereof (without deduction for <br />depreciation) or such additional amounts and for such periods as may be required <br />by Mortgagee; <br />(ii) comprehensive general public liability insurance covering the <br />liability of Mortgagor against claims for bodily injury, death or property damage <br />occurring on or about the Mortgaged Property in such minimum amounts and <br />limits as Mortgagee may require but in no event, less than $2,000,000.00 <br />combined single limit per occurrence and naming Mortgagee as an additional <br />insured; <br />(iii) insurance covering the Mortgaged Property against loss or damage <br />by explosion, rupture or bursting of steam boilers, steam pipes, steam turbines, <br />steam engines or pressure vessels or fly wheels located on or a part of the <br />Mortgaged Property and providing for full repair and full replacement cost <br />coverage; and <br />(iv) such other forms of insurance in such minimum amounts as <br />Mortgagee may reasonably require or as may be required by law. <br />Mortgagor shall pay or cause to be paid all premiums on insurance required <br />hereunder by making payment directly to the insurer. Mortgagee shall have the <br />right to hold the policies and renewals thereof, and Mortgagor shall promptly <br />furnish to Mortgagee all such policies, renewals thereof, renewal notices and all <br />paid - premium receipts received by it. All policies of insurance and any and all <br />refunds of unearned premiums are hereby assigned to Mortgagee as additional <br />security for the payment of the Obligations secured hereby. In the event of <br />foreclosure of this Mortgage, all right, title and interest of Mortgagor in and to <br />any insurance policies then in force shall pass to the purchaser at the foreclosure <br />sale. <br />(b) The policies of all such insurance shall have mortgagee and loss payable <br />provisions in favor of Mortgagee. All such insurance shall be in form acceptable to <br />Mortgagee, shall provide for at least 30 days' prior written notice of cancellation, <br />termination or modification thereof to Mortgagee, shall permit Mortgagee to make <br />premium payments to prevent cancellation, and shall provide that no act or negligence of <br />Mortgagor or of any occupant of the Mortgaged Property, and no occupancy or use of the <br />Mortgaged Property for purposes more hazardous than permitted by the terms of the <br />policy, will affect the validity or enforceability of such insurance as against Mortgagee. <br />In the event of loss under such insurance Mortgagor shall give prompt notice to the <br />insurance carrier and Mortgagee; Mortgagor shall duly make proof of loss, and shall <br />immediately furnish to Mortgagee a copy of such proof of loss. <br />(c) Subject to the rights of the mortgagee under the First Lien Mortgage, <br />which has priority over this Mortgage, Mortgagee is authorized and empowered to settle, <br />5 <br />498526v1 EL185 -51 <br />